Lima Arizona Sample Limited Partnership Agreement between DAHLIA Holdings, Inc. and Decade Aircraft Holdings, Inc. is a legally binding document that outlines the terms and conditions of a limited partnership between the two entities. This agreement defines the rights, responsibilities, and obligations of both parties involved in the partnership. Key provisions of the Lima Arizona Sample Limited Partnership Agreement include: 1. Partnership Purpose: The agreement clarifies the specific business objectives and activities that the partnership will engage in. This may include aircraft manufacturing, maintenance services, or related ventures. 2. Contributions: The agreement outlines the initial capital contributions made by each partner, specifying the type and value of assets or cash provided. This helps determine each partner's ownership percentage in the partnership. 3. Management and Decision Making: The agreement details how the partnership will be managed and how decisions will be made. It may establish the appointment of a general partner who has full authority to make decisions on behalf of the partnership, while limited partners may have a more passive role. 4. Distribution of Profits and Losses: The agreement specifies how profits or losses from the partnership will be allocated among the partners. This can be done based on their ownership percentage or another agreed-upon method. 5. Liability and Indemnification: The agreement addresses the limited liability of limited partners, shielding them from personal liability for partnership debts or obligations. It may also include indemnification clauses to protect partners in case of legal disputes or liabilities arising from the partnership's activities. 6. Dissolution and Termination: The agreement outlines the circumstances under which the partnership may be dissolved, such as expiration of a specific term or the occurrence of certain events. It also includes provisions for liquidation and distribution of assets upon dissolution. It's important to note that this description is based on a hypothetical "Lima Arizona Sample Limited Partnership Agreement." If there are different types of such agreements between DAHLIA Holdings, Inc. and Decade Aircraft Holdings, Inc., they may be differentiated by specific terms, conditions, or objectives related to the partnership. These could include variations in management structures, profit sharing mechanisms, or provisions specific to the aircraft industry.